Oliver & Spence Creative
Services Terms & Conditions
About Oliver & Spence
Oliver & Spence Inc. (the “Company”) which was incorporated in 2012. The Company offers our clients (the “Client”) a wide range of services and solutions (the “Services“) from branding to website site design and development to website management and SEO. We are dedicated to providing our Clients the best Services at competitive rates.
Our Services on our website have been developed over many years based on our extensive experience in designing, developing and delivering amazing brands, website and social media exposure. We are constantly keeping our Service offerings updated regularly to ensure the most effective solutions are available.
We are 100% committed to the satisfaction of all our Clients, and aim to always provide the highest quality of service. If our Clients are not happy, we are not happy! We will do what we can to make things right.
General Terms & Conditions
- TERMS AND CONDITIONS TO GOVERN – These terms and conditions represent the final and complete agreement of the parties (the Company and the Client) and no terms or conditions in any way modifying or changing the provisions stated herein shall be binding upon the Company unless made in writing and signed and approved by an officer or other authorized person at the Company. If any term, clause or provision is declared to held invalid by a court of competent jurisdiction, such declaration or holding shall not affect the validity of any other term, clause or provision herein contained.
- ACCEPTANCE OF ORDERS – All orders are subject to written price verification by an authorized Company personnel unless designated in writing to be firm for a specified period of time. Delivery of goods without written price verification does not constitute acceptance of the price contained in the order.
- PRICE – Prices quoted, including any delivery charges, are valid for 10 days unless designated as firm for a specific period pursuant to a written quote or written sales acceptance issued or verified by an officer or other authorized personnel of the Company. A price designated as firm for a specific period may be revoked by the Company if the revocation is in writing and is mailed to the Client prior to the time a written acceptance of the price is received by the Company. The Company reserves the right to cancel orders in the event selling prices which are lower than prices quoted are established by government regulations.
- DELIVERY – Unless otherwise provided, the Company shall use its judgment in determining estimate delivery time. In any case, the Company shall not be liable for any delays or excessive delays in delivery resulting from unforeseen circumstances like changes to product selection by the Client.
- PAYMENT TERMS – The Company reserves the right to require advance payment or satisfactory security for any Service if the financial condition of Client so warrants as determined by the Company. If Client fails to make payment in accordance with terms of this agreement or any collateral agreement, or fails to comply with any provisions hereof, the Company may, at its option (and in addition to other remedies), cancel any Service or portion of this order. Client is to remain liable for all unpaid accounts.
- TAXES – Prices do not include taxes. Taxes are paid by buyer upon invoice from the Company unless Client provides a valid exemption certificate acceptable to the taxing authority or unless the Company is forbidden by law from collection of said taxes from Client.
- REASONABLE ATTORNEY’S FEES – In the event suit or other proceedings shall be brought for the recovery of the purchase price, or any unpaid balance, or the breach by Client of any term herein contained, the Client shall pay to the Company, in addition to any damages proved by law, reasonable attorney’s fees and costs of collection.
- LIABILITY – The Company shall not be responsible, obligated, or liable for any loss of income, either singularly or in combination with other services, arising out of acceptance of this order by the Client.
- REMEDIES AND LIMITATION OF LIABILITY – The Company shall not be liable for incidental or consequential losses, damages, or expenses arising directly or indirectly from the sale or from any other cause relating thereto. The Company’s liability, in any case, including for claims of breaches of warranty or negligence is exclusively limited, at the Company’s option, to the updating of service not complying with this agreement, the repayment of, or crediting Client with, an amount equal to the purchase price of Service. The remedies contained in this paragraph constitute the sole recourse of Client against our company for breach of any of our company’s obligations, whether of warranty or otherwise. As long as the Company makes a good faith effort to rectify any breach, the remedies provided for herein shall be deemed satisfied.
- SELECTION – The Client represents that the Services sold here under are fit for their actual or intended use and that Client placed no reliance on the Company’s skill or judgment in selecting suitable Services or in the design of suitable Services. The Client represents that the use and installation of the Services shall be made in compliance with all applicable government requirements. The Client will defend, indemnify and hold harmless the Company, its divisions and its successors, assigns and subsidiaries from and against all costs (including attorney’s fees), damages and liabilities.
- GENERAL – The Company specifically represents that any goods to be delivered here-under will be produced in compliance with the requirements of Alberta Employment Law.
- EMAILS – When a Client registers on the Company website, means the Client agrees that the Company, or any of its divisions, can send Services updates and promotional emails. The Client has the right to unsubscribe from any further emails.
Service Terms & Conditions
- SERVICE – A Service is any product and/or service found on the Company website and to be delivered by the Company to the Client. A Service may be a single one-off product or a recurring service.
- SERVICE TERM – The Service term (the “Term”) is a one-time fee due upon delivery, or a fixed subscription (a “Subscription”) timeframe of either month-to-month or annual (12 consecutive months).
- SERVICE SUBSCRIPTION – For Services requiring a Subscription, the Client will be responsible to provide a valid credit card for the Term of the Contact. The Client authorizes the Company to process all payments within the Subscription with the credit card on file. The Company will not increase the Subscription price during the Term.
- SERVICE CONTRACT – The Service contract (the “Contract”) is a binding agreement between the Company and the Client for the delivery of a Service, and if required a Subscription, at a given price for the Term as set out in the Contract. The Contract becomes in effect at time of purchase.
- SERVICE PRICE – The Company as the right to change any Service price (the “Price”) without notice. Changes in Price will not affect any existing Contracts.
- SERVICE UPDATES – The Client may at any point during the Term of the Contract request to change the Subscription. The new Subscription will commence upon the fulfilment of the current Term.
- SERVICE CANCELLATION – The Client can at any point during the Term of the Contract, request in writing to cancel a Service. The Client is required to give 30 days notice and submit in writing to Company the reason for cancellation. The Company can refuse the cancellation request in order to rectify any issues raised by the Client leading to cancellation request. The Company reserves the right to cancel any Client Service that has payments in arrears for greater than 60 days. The Company reserves the right to cancel any Client Service without notice is it deemed that the Client has performed an illegal act or has breeched any term or condition set out herein.
- SERVICE REFUND – Upon the acceptance by the Company to cancel a Client Service, the Company will determine whether a refund is warranted and for how much. In the case of a month-to-month Subscription no refund will be issued. In the case of a annual Subscription a refund maybe issued for the balance of months remaining in the Term less 3 months as a cancellation penalty.
Website Management Terms & Conditions
- While a Client’s website (the “Website”) is hosted on a Company server, the Company WP Admin (the “Admin”) must manage the website software to ensure it meets the Company standards. As such, the Company no longer offers to our Clients a self-managed plan.
- With all Website Management Plans (the “Plans”), the Admin will install a number of “premium” plugins that are licensed by the Company and are used to secure and optimize the Website. These plugins are only valid for as long as the Website remains hosted on a Company server.
- Plans DO NOT include the cost of “specialty” licensed plugins required for the Website. The Company will invoice the Client for these specialty license fees at the renewal date.
- Plans DO NOT include any updates to content of the Website including images, text, blogs, and any formatting. All of this work is charged at our Development Studio rate of $125/hr.
- If a Plan payment is more than 60 days in arrears, the Website will be suspended until payments is made in full.
- The Website will be scheduled for its maintenance on a monthly, quarterly or semi-annual based on the Plan selected (the “Schedule”), and the Admin will complete a Website maintenance within that selected time-frame.
- The Admin will update the WordPress framework as new versions become come available. This kind of update may occur outside the Schedule and is included in all plans at no additional charge.
- The Admin will update the Website theme on the Schedule.
- Note: Older Website themes (more than 5 years old) may no longer be maintained by the developer or are simply not compatible with the latest version of WordPress or installed plugins, and as such are not able to be updated.
- The Admin will update the Website plugins on the Schedule.
- Notes: Some “specialty” plugins offer only 1 year of free updates and after that time require a licence, while others require a license to install. When a specialty plugin is up for renewal, the Client has the option of purchasing a new license to get the latest updates, or leave the plugin as-is (current version). If left as-is, the plugin usually continues to function normally. However, over time the out-dated plugin may start to create a conflict in the software that crashes the Website. If this occurs, the Company is not responsible to fix the Website without charging a work fee, including a new license fee for the out-dated plugin.
- Note: In rare cases, updating to the latest version of a plugin will cause a critical failure of your website. In such cases, the Company reserves the right to not update the plugin and keep the current plugin version as long as it runs properly. The Admin will attempt to update the plugin at a later date.
- The Admin may be required to make an emergency software update outside the Schedule, and in such cases there will be no additional charges.
A Client may cancel a Plan at any time with 30 days written notice of a pending transfer of your website to another server.
- If on a monthly payment plan, no refund will be issued for any of the remaining term.
- If on an annual payment plan, a refund will be issued for the full months remaining less a 3-month fee for terminating the plan before the renewal date.
- Upon cancellation notice, the Company will:
- No longer perform any updates to the Website software.
- Remove any “premium” plugins installed that are owned and licensed by the Company.
- The Website will be suspended 30 days after cancellation notice has been received, or upon the completion of a website transfer to another server.